Baxter Announces Divestiture of Commercial Vaccines Business to Pfizer

July 30th, 2014

Baxter International Inc. (NYSE:BAX) today announced that it has entered into a definitive agreement to sell its two commercially marketed vaccines and related production facilities to Pfizer Inc. for a total cash consideration of $635 million, subject to certain adjustments.

The sale includes the company’s commercial vaccines business, which is comprised of NeisVac-C, a vaccine which helps protect against meningitis caused by group C meningococcal meningitis (MenC), and FSME-IMMUN, which helps protect against tick-borne encephalitis (TBE), an infection of the brain transmitted by the bite of ticks infected with the TBE-virus. Both vaccines are currently available outside the United States, primarily in a number of European markets. Baxter continues to explore strategic options, including the potential for partnering or divesting its R&D development programs focused on influenza and Lyme disease.

”This action reflects our strategic priority to optimize the portfolio and enhance focus in specific disease areas as Baxter’s BioScience organization prepares to become a separate, independent global biopharmaceutical company. We are redirecting resources and investing in our robust pipeline centered on core areas of expertise – hematology and immunology – and through technology platforms like gene therapy and biosimilars,” said Ludwig Hantson, Ph.D., president of Baxter BioScience. ”We are confident that Pfizer, with its recognized global leadership in vaccines, will provide the dedicated, ongoing investments necessary to support and advance the availability of these important vaccines.”

Subject to regulatory approvals and other customary closing conditions, the companies expect to close the transaction by the end of 2014. Baxter expects 2014 vaccines revenues to total approximately $300 million and adjusted earnings of approximately $0.25 per diluted share, including approximately $50 million of one-time milestone payments related to the ongoing government collaborations for development of influenza vaccines. Baxter expects the transaction to be modestly dilutive to fourth quarter 2014 adjusted earnings and dilutive to 2015 adjusted earnings by approximately $0.15 per diluted share.